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elumeo SE

Interim / Quarterly Report Aug 11, 2023

139_10-q_2023-08-11_5254a9a3-2df4-4ac6-adde-b233b2ba7781.pdf

Interim / Quarterly Report

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Half Year Financial Report H1/2023

GROUP KEY FIGURES

elumeo SE H1/2023 GROUP KEY FIGURES 1
GROUP KEY FIGURES
EUR thousand
[unless indicated otherwise]
Q2 2023 Q2 2022 QoQ
in %
01.01.-30.06.2023 01.01. -
30.06.2022
HoH
in %
Revenue
Gross profit
EBITDA
Adjusted-EBITDA
Depreciation and amortisation
EBIT
Total comprehensive income
Selling and administrative expenses
11.541
51,7%
5.831
50,5%
287
2,5%
266
2,3%
234
2,0%
53
0,5%
37
0,3%
5.747
49,8%
11.063
47,0%
6.076
54,9%
-253
-2,3%
785
7,1%
218
2,0%
-471
-4,3%
-547
-4,9%
6.616
59,8%
4,3%
-4,0%
213,4%
-66,1%
7,6%
111,3%
106,7%
-13,1%
22.320
11.594
-287
82
465
-752
-799
12.435
100,0%
51,9%
-1,3%
0,4%
2,1%
-3,4%
-3,6%
55,7%
23.523
12.370
122
1.158
453
-332
-442
13.233
100,0%
52,6%
0,5%
4,9%
1,9%
-1,4%
-1,9%
56,3%
-5,1%
-6,3%
-336,2%
-92,9%
2,6%
-126,9%
-80,5%
-6,0%
Total assets 1
Total equity 1
Working capital
23.361
10.447
7.126
100,0%
44,7%
30,5%
22.746
10.634
7.328
100,0%
46,8%
32,2%
2,7%
-1,8%
-2,8%
Net cash flow from operating activities
Net cash flow from investing activities
Net cash flow from financing activities
-339
10
121
-670
-7
-92
49,4%
231,3%
231,1%
-327
47
-6
-1.580
-183
-23 79,3%
302,4%
96,7%
Items sold [pieces]2
Number of active customers (rounded)
Average number of items sold
per active customer [pieces]
Average sales price (ASP) [EUR]
Gross profit per item sold [EUR]
Average basket [EUR]²
Share marketing expenses of revenue webshop
Customer Value after one year³
148
18
8,0
78
39
180
18,9%
335
127
18
7,1
87
48
211
17,2%
356
16,4%
3,1%
12,9%
-10,4%
-17,5%
-14,7%
1,7 p.p.
-5,9%
303
48
6,3
74
38
177
20,9%
329
273
46
5,9
86
45
200
18,5%
360
11,0%
5,0%
5,7%
-14,5%
-15,6%
-11,5%
2,4 p.p.
-8,6%
Customer Value after five years³
Web traffic breakdown
853 1.067 -20,1% 934 1.004 -7,0%
[in % of channel]
Organic
Direct
Paid
Mail
Other
18,3%
11,0%
47,2%
6,5%
17,0%
23,7%
11,7%
38,5%
8,8%
17,3%
-5,4 p.p.
-0,7 p.p.
8,7 p.p.
-2,3 p.p.
-0,3 p.p.
16,8%
10,3%
48,7%
5,9%
18,3%
23,0%
10,8%
39,2%
7,7%
19,3%
-6,2 p.p.
-0,5 p.p.
9,5 p.p.
-1,8 p.p.
-1,0 p.p.
New customers breakdown
TV
Web
1,6
7,4
1,5
6,1
7,3%
21,3%
3,6
15,8
3,6
14,5
1,5%
8,7%

1 Absolute and % of total assets; Previous year's figure: 31.12.2022

² Average basket before cancellations and returns

³ Rolling cohort analysis

TABLE OF CONTENTS

I. TO OUR SHAREHOLDERS 3
Letter from the Chairman of the Board of Directors 4
Capital market information Fehler! Textmarke nicht definiert.
II. INTERIM GROUP MANAGEMENT REPORT 7
Basics ………………………………………………………………………………………………………………………………………………………….8
Economic Report 8
Opportunities and Risks Report 13
Outlook ………………………………………………………………………………………………………………………………………………14
III. CONSOLIDATED INTERIM FINANCIAL STATEMENTS 15
Consolidated Income Statement and Consolidated Statement of Comprehensive Income 16
Consolidated Balance Sheet 17
Consolidated statement of changes in equity 19
Consolidated Statement of Cash Flows 21
IV. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS 22
V. ASSURANCE OF LEGAL REPRESENTATIVES 51

I. TO OUR SHAREHOLDERS

I. TO OUR SHAREHOLDERS 3
Letter from the Chairman of the Board of Directors 4
Capital market information Fehler! Textmarke nicht definiert.

Letter from the Chairman of the Board of Directors

Dear Shareholders,

elumeo SE grew in the second quarter of 2023 despite a difficult market environment and was able to close the reporting period with a positive result and also set a number of optimistic news for the future:

  • Revenues increased by 4.3% year-on-year to EUR 11.5 million (Q2/2022: EUR 11.1 million).
  • At EUR 0.3 million, our key performance intensity, adjusted earnings before interest, taxes, depreciation and amortization (adjusted EBITDA) was below that of the same period of the previous year (Q2/2022: EUR 0.8 million), but was positive again after the difficult first quarter of the year.
  • Our program to increase operating performance, which was already implemented in Q1/2023, is showing initial success. In terms of selling and administrative expenses, we were able to save 13.1% compared to Q2/2022.
  • Our AI-driven video shopping app jooli is about to launch the jooliPay payment function in India.
  • We have launched the "Juwelo Growth 2030" program to make the company fit for the future.

I would be happy to add the most important key figures and events of the second quarter of 2023. First of all, the most important thing: After a mixed start to 2023 (adjusted EBITDA Q1/2023: EUR - 185 K) and eleven positive quarters in a row, elumeo has returned to profitability. It is particularly pleasing that we have succeeded in reversing the market trend and despite persistently low consumer sentiment. According to the German eCommerce and Mail Order Association, the online jewelry market shrank by 17% in the second quarter. On the other hand, elumeo significantly outperformed.

The strong online business proved to be the main growth driver for elumeo in the second quarter. Sales in the webshop increased by 13% compared to the same period last year. The number of active online customers also increased, growing by 18%. The number of new customers in the web business even increased by 21%. On the other hand, revenue per active web customer declined slightly, falling by a slight 2%. Revenue per active live customer in the German TV business also declined. Despite increases in new customers (+11%) and active customers (+4%), it fell by 11%. We continue to see the uncertainty among our customers as a result of the Ukraine war and inflation as the reasons for the reluctance to buy on TV. We hope that this temporary effect will subside in the near future.

The AI-driven video shopping app jooli, our 100% subsidiary jooli.com GmbH, continued its dynamic development in the second quarter of 2023 and has now grown to 1,532 channels in India. On the subcontinent, preparations are underway for the market launch of the jooliPay payment function, which includes a multi-channel campaign to attract additional users. jooliPay is already in beta testing. As announced, we expect the first reliable findings in the fourth quarter of this year.

Against the background of the rapid technological development and the positive experiences with our moving image app jooli, we have launched the "Juwelo Growth 2030" program. The aim is to more than double the company's sales to EUR 100 million by the end of the decade. For this purpose, we have combined a large number of individual projects into a central overall program. In this way, we want to bundle the company's development potential in the areas of artificial intelligence, video shopping, personalization and AR/VR and exploit it better than before.

I would like to thank all employees of the elumeo Group for their outstanding commitment in these

challenging times. And I would like to thank you, our investors, for continuing to place your trust in our company.

I look forward to working with you on the path to a successful future.

In August 2023

Wolfgang Boyé (Chairman of the Executive Board)

Capital market information

Master data and key figures for the elumeo SE share (as of June 30, 2023)

WKN A11Q05/
A2GSYM
ISIN DE000A11Q059/
DE000A2GSYM8
Earnings per share in H1 2023 EUR -0,09
Number of shares outstanding 5.677.420
XETRA closing price as of the balance
sheet date
EUR 2,60
Market capitalization EUR 14.8m

Share price performance (1 January to 30 June 2023: XETRA, in EUR)

Shareholder structure (as of June 30, 2023)

Shareholders of elumeo SE Shareholdings
1. Blackflint Ltd. 25,83%
3. Members of the Board of Directors and Managing Directors 11,71%
4. Other free float 62,46%

II. INTERIM GROUP MANAGEMENT REPORT 7
Basics 8
Economic Report 8
Macroeconomic environment in the first half of 2023 8
Sector-specific framework 9
Business development in H1 2023 10
Opportunities and Risks Report 13
Forecast Report 14

Basics

The principles of the elumeo Group described in the Annual Report for the 2022 financial year ending 31 December ("Annual Report 2022") continue to apply.

Economic Report

Macroeconomic environment in the first half of 2023

The elumeo Group is active in seven countries in the euro area as well as in Switzerland and the United Kingdom.

According to the EU Commission, the consequences of Russia's attack on Ukraine are driving the inflation rate to record levels and slowing down the economic recovery. In its annual economic report, the German government expects slight economic growth of 0.2% for 2023.1 Despite the positive forecast for 2023, according to the Federal Ministry for Economic Affairs and Climate Action (BMWK), there are still high uncertainties for the German economy: Russia's war of aggression against Ukraine and its economic consequences. For 2023, it predicts only low economic growth of 1.0 percent for the countries of the euro zone.2

The development of the global economy continues to be largely determined by Russia's war of aggression against Ukraine, monetary policy tapering in the wake of high inflation, high debt and rising financial market risks, as well as ongoing supply chain bottlenecks. The International Monetary Fund expects economic momentum to slow further to +2.9% in 2023.

The negative effects of the war in Ukraine, including rapidly rising inflation, have led to a strong temporary reluctance on the part of our customers to buy. The Consumer Climate Index reflects this development.3 The low point of buying reluctance was reached in Q4 2022 and Q1 2023, respectively. The consumer climate has been improving since then but is still at a very low level (June index: -24.2).

1 Annual Economic Report 2023 of the Federal Government, https://www.bundesregierung.de/bregde/aktuelles/jahreswirtschaftsbericht-2023-2160264

2 European Commission's Spring 2023 Economic Forecast, https://germany.representation.ec.europa.eu/news/fruhjahrsprognose-2023-europaische-wirtschaft-behauptet-sich-bemerkenswertgut-2023-05-15_de

3 https://de.statista.com/statistik/daten/studie/2425/umfrage/gfk-konsumklima-index/

Industry-specific framework conditions

E-commerce has not been able to escape the far-reaching disruption of the consumer climate caused by the Ukraine war. The poor consumer sentiment in Germany is also making itself felt in online retail in the middle of the year. Compared to the same quarter of 2022, online sales of goods (including VAT, not price-adjusted) fell by 12.2 percent to 19.17 billion euros from the beginning of April to the end of June. Looking at the first half of the year, the sales accumulated so far in the middle of the year are around 13.7 percent below the comparable figure for 2022. E-commerce sales of jewelry and watches declined particularly sharply (1st quarter minus 30 percent, 2nd quarter minus 17 percent), but demand in the teleshopping market also fell significantly (1st quarter minus 14 percent, 2nd quarter minus 19 percent).4

We also refer to the explanations in the Annual Report 2022.

4 https://bevh.org/detail/umsaetze-im-e-commerce-fallen-um-12-prozent

Business development in H1 2023

The elumeo Group's first half of 2023 covers the period from 1 January to 30 June 2023 ("H1 2023" or "Reporting Period"). The first half of 2022 covers the period from January 1 to June 30, 2022 ("H1 2022" or "previous year's reference period").

In the first half of 2023, the economic development of the elumeo Group was shaped by the following key events:

After a mixed start to 2023, revenues increased by 4.3% year-on-year to EUR 11.5 million in Q2/2023 (Q2/2022: EUR 11.1 million) despite persistently low consumer sentiment. The strong online business proved to be the growth driver in the second quarter. elumeo has clearly outperformed here. While the online jewelry market shrank by 17% in the second quarter, sales in the webshop increased by 13% in Q2/2023 compared to the same period last year. The number of active online customers grew by 18%. The number of new customers in the web business increased by 21%.

The program to increase operating performance implemented in Q1/2023 is showing initial success. Selling, general and administrative expenses were reduced by 13.1% compared to Q2/2022. The cost of TV broadcasting fell by 14.2%, personnel costs by 15.5%. Despite constant investments in online marketing, the number of active online customers grew by 18%. The number of new customers in the web business increased by 21%.

The elumeo Group has further developed its video shopping app jooli. jooli offers a completely new shopping experience with short, entertaining videos that is unique in Europe to date. The videos are produced by independent partners, controlled and played out via jooli's affiliate platform and billed via a commission model. jooli has now grown to 1,532 channels in India. On the subcontinent, preparations are underway for the market launch of the jooliPay payment function, which includes a multi-channel campaign to attract additional users. jooliPay is already in beta testing. As announced, we expect the first reliable findings in the fourth quarter of this year. Expenses of EUR 0.4 million were incurred in H1 2023 for the further development of the app. Development expenses were not capitalized.

As a result of the turnaround in Q2, the elumeo Group became profitable in H1.

Against the background of the rapid technological development and the positive experiences with our moving image app jooli, we have launched the "Juwelo Growth 2030" program. The goal is to more than double Juwelo's sales to EUR 100 million by the end of the decade.

A detailed explanation of the individual key financial figures is provided in the following sections [Revenue and Results of Operations], [Net Assets] and [Financial Position].

Revenue and earnings situation

elumeo SE H1/2023 INTERIM GROUP MANAGEMENT REPORT 11
Revenue and earnings situation
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Revenue
Cost of goods sold
11,541
5,709
100.0%
49.5%
11,063
4,988
100.0%
45.1%
4.3%
14.5%
22,320
10,726
100.0%
48.1%
23,523
11,153
-5.1%
-3.8%
Gross profit 5,831 50.5% 6,076 54.9% -4.0% 11,594 51.9% 12,370 -6.3%
Selling expenses 4,035 35.0% 4,520 40.9% -10.7% 8,594 38.5% 9,113 -5.7%
Administrative expenses 1,712 14.8% 2,096 18.9% -18.3% 3,842 17.2% 4,120 -6.8%
Other operating income 7 0.1% 69 0.6% -89.7% 118 0.5% 531 -77.7%
Other operating expenses -38 -0.3% 0 0.0% n.a. -29 -0.1% 0 n.a.
Earnings before interest and taxes (EBIT) 53 0.5% -471 -4.3% 111.3% -752 -3.4% -332 -126.9%
Interest and similar expenses 28 0.2% 14 0.1% 108.8% 59 0.3% 28 114.4%
Financial result -28 -0.2% -14 -0.1% -108.8% -59 -0.3% -28 -114.4%
25 0.2% -485 -4.4% 105.1% -811 -3.6% -359 -126.0%

With regard to internal management and external communication of current and future earnings development, the sustainable profitability of the elumeo Group's operating business is of particular importance. For this reason, earnings before interest, taxes, depreciation and amortization (adjusted EBITDA), adjusted for non-operating special items, serve as the key financial indicator for mapping and managing the operating earnings situation. Adjusted EBITDA can be reconciled as follows: kEUR H1/2023 H1/2022 EBITDA -287 122

With regard to internal management and external communication of current and future earnings
development, the sustainable profitability of the elumeo Group's operating business is of particular
importance. For this reason, earnings before interest, taxes, depreciation and amortization (adjusted
EBITDA), adjusted for non-operating special items, serve as the key financial indicator for mapping
and managing the operating earnings situation. Adjusted EBITDA can be reconciled as follows:
kEUR
EBITDA
H1/2023
-287
H1/2022
122
(+/-) Currency translation expenses and income 0 -53
(+) Expenses for share-based payments 72 150
(+) Research, development and sales expenses Jooli 394 887
(+) Expenses Juwelo Italia s.r.l. 25 53
(+) Share programm -210 0
Adjusted EBITDA 82 1.158

Financial situation

A S S E T S

A S S E T S
30.06.2023 31.12.2022 YoY
EUR thousand % of balance sheet total in %
Non-current assets
Intangible assets
219 0.9% 256 1.1% -14.4%
Property, plant and equipment 588 2.5% 778 3.4% -24.4%
Assets from rights of use 1,861 8.0% 2,085 9.2% -10.7%
Other financial assets 108 0.5% 57 0.2% 90.6%
Other non-financial assets 159 0.7% 162 0.7% -1.8%
Deferred tax assets 2,155 9.2% 2,155 9.5% 0.0%
Total non-current assets 5,090 21.8% 5,492 24.1% -7.3%
Current assets
Inventories 13,522 57.9% 13,041 57.3% 3.7%
Trade receivables
and services 1,751 7.5% 1,710 7.5% 2.4%
Other financial assets 501 2.1% 412 1.8% 21.7%
Other non-financial assets 1,382 5.9% 681 3.0% 102.9%
Cash and cash equivalents 1,114 4.8% 1,410 6.2% -21.0%
Total current assets 18,270 78.2% 17,254 75.9% 5.9%
Total assets 23,361 100% 22,746 100% 2.7%

Total assets as of June 30, 2023 increased by 2.7%. Other assets increased as of the reporting date due to higher receivables from VAT.

E Q U I T Y & L I A B I L I T I E S

EUR thousand % of balance sheet total 30.06.2023 31.12.2022 YoY
in %
Equity
Issued capital 5,667 24.3% 5,500 24.2% 3.0%
Capital reserves 35,265 151.0% 34,821 153.1% 1.3%
Retained losses -32,626 -139.7% -31,815 -139.9% -2.6%
Foreign currency translation reserve 2,141 9.2% 2,128 9.4% 0.6%
Total equity 10,447 44.7% 10,634 46.8% -1.8%
Attributable to shareholders of elumeo SE 10,447 44.7% 10,634 46.8% -1.8%
In order to implement the adopted 0 550
Capital increase Contributions made
Non-current liabilities
Other financial liabilities 0 0.0% 69 0.3% -100.0%
Lease liabilities 1,534 6.6% 1,757 7.7% -12.7%
Provisions 130 0.6% 130 0.6% 0.0%
Deferred tax liabilities 37 0.2% 37 0.0% 0.0%
Other non-financial liabilities 25 0.1% 25 0.1% 0.0%
Total non-current labilities 1,726 7.4% 2,017 8.9% -14.5%
Current liabilities
Lease liabilities 449 1.9% 449 2.0% 0.0%
Provisions 599 2.6% 613 2.7% -2.3%
Trade payables
and services 7,415 31.7% 4,944 21.7% 50.0%
Advance payments received 40 0.2% 40 0.2% 0.0%
Tax liabilities 288 1.2% 318 1.4% -9.5%
Other financial liabilities 623 2.7% 711 3.1% -12.3%
Other non-financial liabilities 1,041 4.5% 2,470 10.9% -57.9%
Total current liabilities 11,188 47.9% 9,544 42.0% 17.2%
Total equity & liabilities 23,361 100.0% 22,746 100.0% 2.7%

The Group's equity ratio fell from 46.8% to 44.7%. Trade payables increased due to the slight increase in inventories. The remaining liabilities mainly relate to VAT liabilities and were reduced in relation to the reporting date.

Financial situation

Compared to December 31, 2022, cash flow from operating activities increased as part of the optimization of working capital. In H1 2023, the elumeo Group invested mainly in replacement investments. The cash flow from financing activities in H1 2023 results from the repayment of financial

liabilities from leases and the payment of a current account line. The elumeo Group was always in a position to meet its financial obligations.

Opportunities and Risks Report

In its 2022 Annual Report, the elumeo Group presents its risk management system in detail. The Board of Directors does not currently see any significant changes compared to the risks and opportunities for the elumeo Group described in detail there.

Outlook

Management also expects high volatility in 2023 due to the war in Ukraine and intensified high inflation. As a result, the forecast refers to a cautious approach to future development and takes into account possible further negative influences from slumps in demand. These may arise from the reluctance of our customers to buy as a result of the sales prices resulting from the increased subscription prices.

For 2023, management confirms the forecast and expects revenue and adjusted EBITDA to remain stable. In the previous year, the first two months of the year were still marked by the last months of higher sales before the outbreak of the war in Ukraine. All in all, management expects sales to develop in a corridor between a mid-positive and mid-negative single-digit percentage range. For the webshop, sales growth in 2023 is expected to be in the low single-digit percentage range. The gross profit margin is expected to remain stable at > 50% (50% - 60%). Adjusted EBITDA is expected to be in the low single-digit million range.

Consolidated Income Statement of Comprehensive Income 16
Consolidated Balance Sheet 17
Consolidated statement of changes in equity 19
Consolidated Statement of Cash Flows 21

Consolidated Income Statement and Consolidated Statement of Comprehensive Income (not audited)

Consolidated Income Statement and Consolidated Statement of
Comprehensive Income
(not audited)
for the period from 1 April to 30 June 2023 (Q2 2023) and for the period from 1 January to 30 June
2023
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Revenue
Cost of goods sold
11.541
5.709
100,0%
49,5%
11.063
4.988
100,0%
45,1%
4,3%
14,5%
22.320
10.726
100,0%
48,1%
23.523
11.153
-5,1%
-3,8%
Gross profit 5.831 50,5% 6.076 54,9% -4,0% 11.594 51,9% 12.370 -6,3%
Selling expenses
Administrative expenses
4.035
1.712
35,0%
14,8%
4.520
2.096
40,9%
18,9%
-10,7%
-18,3%
8.594
3.842
38,5%
17,2%
9.113
4.120
-5,7%
-6,8%
Other operating income
Other operating expenses
7
-38
0,1%
-0,3%
69
0
0,6%
0,0%
-89,7%
n.a.
118
-29
0,5%
-0,1%
531
0
-77,7%
n.a.
Earnings before interest and taxes (EBIT) 53 0,5% -471 -4,3% 111,3% -752 -3,4% -332 -126,9%
Interest income 0 0,0% 0 0,0% n.a. 0 0,0% 0 n.a.
Interest and similar expenses 28 0,2% 14 0,1% 108,8% 59 0,3% 28 114,4%
Financial result -28 -0,2% -14 -0,1% -108,8% -59 -0,3% -28 -114,4%
n.a.
Extraordinary income 0 0 0 0,0% n.a. 0 0 0 n.a.
Extraordinary expenses
Extraordinary result
0
0
0
0,0%
0
0
0,0%
0,0%
n.a.
n.a.
0
0
0
0,0%
0
#NV
n.a.
n.a.
Earnings before income taxes (EBT) 25 0,2% -485 -4,4% 105,1% -811 -3,6% -359 -126,0%
Income tax 0 0,0% 0 0,0% n.a. 0 0,0% 0 n.a.
Earnings after income tax
from continuing operations
25 0,2% -485 -4,4% 105,1% -811 -3,6% -359 -126,0%
Earnings of shareholders of elumeo SE
Earnings per share in EUR
(basis and diluted)
applied to earnings of shareholders
25 0,2% -485 -4,4% 105,1% -811 -3,6% -359 -126,0%
total
- undiluted
0,00 -0,09 105,0% -0,14 -0,07 -118,9%
- diluted
Average number of shares outstanding
0,00 -0,09 105,0% -0,14 -0,06 -119,0%
-undiluted
- basic
5.677.420 5.500.000 3,2% 5.677.420 5.500.000 3,2%
-diluted
- diluted
5.712.810 5.535.390 3,2% 5.712.810 5.535.390 3,2%
Other comprehensive income that may be reclassified to
profit or loss in subsequent periods
Differences from foreign currency
translation of foreign subsidiaries
12 0,1% -62 -0,6% 119,4% 12 0,1% -83 114,9%
Other comprehensive income 12 0,1% -62 -0,6% 119,4% 12 0,1% -83 114,9%
Total comprehensive income 37 0,3% -547 -4,9% 106,7% -799 -3,6% -442 -80,6%

Consolidated Balance Sheet (not audited)

A S S E T S

A S S E T S
30.06.2023 31.12.2022 YoY
EUR thousand % of balance sheet total in %
Non-current assets
Intangible assets 219 0.9% 256 1.1% -14.4%
Property, plant and equipment 588 2.5% 778 3.4% -24.4%
Assets from rights of use 1,861 8.0% 2,085 9.2% -10.7%
Other financial assets 108 0.5% 57 0.2% 90.6%
Other non-financial assets 159 0.7% 162 0.7% -1.8%
Deferred tax assets 2,155 9.2% 2,155 9.5% 0.0%
Total non-current assets 5,090 21.8% 5,492 24.1% -7.3%
Current assets
Inventories 13,522 57.9% 13,041 57.3% 3.7%
Trade receivables
and services 1,751 7.5% 1,710 7.5% 2.4%
Other financial assets 501 2.1% 412 1.8% 21.7%
Other non-financial assets 1,382 5.9% 681 3.0% 102.9%
Cash and cash equivalents 1,114 4.8% 1,410 6.2% -21.0%
Total current assets 18,270 78.2% 17,254 75.9% 5.9%
Total assets 23,361 100% 22,746 100% 2.7%

Consolidated Balance Sheet (not audited)

E Q U I T Y & L I A B I L I T I E S

E Q U I T Y & L I A B I L I T I E S
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 YoY
in %
Equity
Issued capital 5,667 24.3% 5,500 24.2% 3.0%
Capital reserves 35,265 151.0% 34,821 153.1% 1.3%
Retained losses -32,626 -139.7% -31,815 -139.9% -2.6%
Foreign currency translation reserve 2,141 9.2% 2,128 9.4% 0.6%
Total equity 10,447 44.7% 10,634 46.8% -1.8%
Attributable to shareholders of elumeo SE 10,447 44.7% 10,634 46.8% -1.8%
In order to implement the adopted 0 550
Capital increase Contributions made
Non-current liabilities
Other financial liabilities 0 0.0% 69 0.3% -100.0%
Lease liabilities 1,534 6.6% 1,757 7.7% -12.7%
Provisions 130 0.6% 130 0.6% 0.0%
Deferred tax liabilities 37 0.2% 37 0.0% 0.0%
Other non-financial liabilities 25 0.1% 25 0.1% 0.0%
Total non-current labilities 1,726 7.4% 2,017 8.9% -14.5%
Current liabilities
Lease liabilities 449 1.9% 449 2.0% 0.0%
Provisions 599 2.6% 613 2.7% -2.3%
Trade payables
and services 7,415 31.7% 4,944 21.7% 50.0%
Advance payments received 40 0.2% 40 0.2% 0.0%
Tax liabilities 288 1.2% 318 1.4% -9.5%
Other financial liabilities 623 2.7% 711 3.1% -12.3%
Other non-financial liabilities 1,041 4.5% 2,470 10.9% -57.9%
Total current liabilities 11,188 47.9% 9,544 42.0% 17.2%
23,361 22,746

Consolidated statement of changes in equity (not audited)

Consolidated statement of changes in equity
(not audited)
for the period from 1 January to 30 June 2023
Reason for change Attributable to shareholders of elumeo SE
EUR thousand Issued
capital
Capital
Reserve
Retained
losses
Foreign
currency
translation
reserve
Total
equity
01.01.2023 5.500 34.821 -31.815 2.128 10.634
Capital increase 177 373 550
Equity-settled
share-based remuneration
72 72
Other comprehensive income
Earnings for the period
-811 12 12
-811
Total comprehensive income 177 445 -811 12 -177
30.06.2023 5.677 35.337 -32.626 2.181 10.457

Consolidated statement of changes in equity (not audited ) (continued)

for the period from 1 January to 30 June 2022
Reason for change Attributable to shareholders of elumeo SE
EUR thousand Issued
capital
Capital
Reserve
Retained
losses
Foreign
currency
translation
reserve
Total
equity
01.01.2022 5,500 34,567 -28,521 2,167 13,714
Share-based payments
with compensation
by Equity instruments
150 150
Profit after income taxes
from continuing and
discontinued operations
-359 -359
Other comprehensive income -83 -83
Consolidated net income 150 -359 -83 -292
30.06.2022 5,500 34,718 -28,880 2,084 13,422

Consolidated Statement of Cash Flows (not audited)

Consolidated Statement of Cash Flows
(not audited)
for the period from 1 January to 30 June 2023
EUR thousand 01.04. -
30.06.2023
01.01 -
30.06.2023
01.04. -
30.06.2022
01.01 -
30.06.2022
QoQ
in %
HoH
in %
Earnings before taxes (EBT) from continuing
operations
+53 -752 -497 -332 110,7% -126,9%
Earnings before interest and taxes (EBIT) from contimuing
and discontinuing operations
+53 -752 -497 -332 110,7% -126,9%
+/-
Depreciation and amortization of intangible assets
and property, plant and equipment +234 +465 +218 +453 7,6% 2,6%
+/-
Loss/gain on the disposal of fixed assets
-12 -12 0 0 n.a. n.a.
+/-
Increase/decrease in provisions
-24 -14 0 -1.495 n.a. 99,1%
-
Taxes paid
-30 -30 0 0 n.a. n.a.
+/-
Equity-settled share-based remuneration
+33 +72 +66 +150 -50,2% -52,0%
-/+
Increase/decrease in inventories
-845 -481 -1.701 -938 50,3% 48,7%
-/+
Increase/decrease in other assets
-886 -933 -9 +670 n.a. -239,2%
+/-
Increase/decrease in other liabilities
+1.152 +1.388 +1.267 -63 -9,1% n.a.
-
Interest paid
-14 -29 -13 -27 -8,6% -8,2%
=
Cash flow from operating activities
-339 -327 -670 -1.580 49,4% 79,3%
-
Payments for investments in intangible assets
0 0 0 -1 n.a. 100,0%
-
Payments for investments in property, plant and equipment
-2 +35 -7 -22 68,9% 258,9%
and property, plant and equipment +12 +12 0 0 n.a. n.a.
=
Cash flow from investing activities
+10 +47 -7 -23 231,3% 302,4%
+
Proceeds from equity injections from shareholders
0 +550 0 0 n.a. n.a.
of the parent company
-
For the implementation of the resolved capital increase
0 -550 0 0 n.a. n.a.
Deposits made
-
Payment for other liabilities
-
Payments for the redemption of financial debt
-14
+247
-30
+247
0
+0
0
+0
n.a.
n.a.
n.a.
n.a.
-
Payments for the redemption of leasing liabilities
-112 -223 -92 -183 -21,5% -21,6%
=
Cash flow from financing activities
+121 -6 -92 -183 -231,1% -96,7%
+/-
Net increase/decrease in cash and cash equivalents
+/-
Effects of foreign currency translation on cash and cash equivalents
-209
-10
-286
-10
-770
0
-1.787
-26
72,9%
n.a.
84,0%
60,9%
+
Cash and cash equivalents on beginning of reporting period
+1.333 +1.410 +1.752 +2.759 -23,9% -48,9%
=
Cash and cash equivalents on end of reporting period
+1.114 +1.114 +983 +946 13,3% 17,7%

(1) Fundamentals and methods23
(2) Scope of consolidation 23
(3) Revenues 26
(4) Cost of sales Fehler! Textmarke nicht definiert.
(5) Distribution costs 30
(6) Administrative costs 30
(7) Other operating income 30
(8) Other operating expenses 30
(9) Financial result 31
(10) Personnel costs 31
(11) Earnings per share 31
(12) Intangible assets 31
(13) Property, plant and equipment 33
(14) Right-of-use assets and lease liabilities 34
(15) Stocks 34
(16) Trade receivables 35
(17) Other financial assets 35
(18) Other assets 36
(19) Means of payment 36
(20) Shareholders' equity 36
(21) Share-based payments offset by own equity instruments 42
(22) Other financial liabilities 45
(23) Advance payments received 46
(24) Provisions 46
(25) Tax liabilities 47
(26) Other liabilities 47
(27) Additional Information to the Consolidated Statement of Cash Flows 48
(28) Additional disclosures on financial instruments 49
(29) Information on related party relationships 49
(30) Other financial commitments 50
(31) Events after the balance sheet date 50

Notes

A. Information about the elumeo Group

Company, registered office, incorporation and commercial register of the reporting parent company

elumeo SE (hereinafter also referred to as "Company") is the parent company of the elumeo Group, the registered office of elumeo SE is Erkelenzdamm 59/61 in 10999 Berlin, Germany.

The company is listed in the Berlin-Charlottenburg Commercial Register in Section B under No. 157 001 B.

elumeo SE is a listed company in the legal form of a European Company (Societas Europaea). The company has a monistic management structure with the Board of Directors as the management and control body.

The consolidated interim financial statements were prepared under the premise of the continuation of business activities.

Business activities of the elumeo Group

The elumeo Group is active in the design, procurement and distribution of jewellery, jewellery, gemstones and related products via television and other, in particular electronic, distribution channels (Internet) in the main markets of Germany and Italy. The main type of distribution is interactive live offers, which enable customers to compete against each other for the pieces of jewellery presented and to have a say in the price.

B. Basis of the Consolidated Financial Statements

General Information

The unaudited consolidated interim financial statements cover the period from January 1 to June 30, 2023 ("H1 2023"). The quarterly reporting period covers the period from April 1 to June 30, 2023 ("Q2 2023"). The changes in the period comparison are referred to as half-year to half-year ("HoH") or quarter-to-quarter ("QoQ").

The consolidated interim financial statements are prepared in euros ("EUR"). Unless otherwise stated, all figures are rounded up or down to the nearest thousand euros ("EUR million") or million euros ("EUR million") in accordance with commercial rounding. For computational reasons, rounding differences can occur in tables and text references to the mathematically exact values (monetary units, percentages, etc.).

The consolidated interim financial statements are generally prepared on the basis of accounting for assets and liabilities at amortized cost or production cost. The consolidated income statement is prepared in accordance with the cost of sales method. The consolidated balance sheet divides the assets and liabilities into short-term or non-current according to their maturities. In order to reconcile the profit after taxes of the consolidated income statement to the consolidated

comprehensive income, a consolidated statement of comprehensive income is prepared. As part of the debt and profit and loss consolidation, all intragroup balances and transactions were eliminated.

The consolidated interim financial statements contain all the information necessary to adequately present and assess the net assets, financial position and results of operations of the Group. The results achieved during the reporting periods are not necessarily indicative of the results of the future reporting period or the full financial year.

The consolidated interim financial statements were not subject to an audit or review.

Discontinued operations of the elumeo Group

In the 2018 financial year, it was decided to terminate all business activities of the production company PWK Jewelry Company Limited, Bangkok, Thailand ("PWK") and to carry out an orderly liquidation of the production company under self-administration by realizing the existing assets ("discontinued PWK Division"). All of the company's business activities were completely discontinued by the end of 2018, and the company was deconsolidated as of December 31, 2018.

C. Amended IASB Standards and Interpretations

Applicable rules and regulations

IFRS accounting is based on the requirements of the International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB), London (United Kingdom), the IFRICs of the IFRS Interpretations Committee (IFRS IC) and the interpretations issued by the Standing Interpretations Committee (SIC) as of the reporting date and recognized by the European Union (EU).

IASB Issued Applicable Accounting Standards

Standards, interpretations and amendments to the IAS/IFRS that are to be applied for the first time in the 2022 financial year are presented below with their effects on the elumeo Group.

IFRS Standard Topic Effective
date under
the IASB
Endorsement by the
EU Commission
Impact on the
elumeo Group
Amendments
to IFRS 16
Leases - COVID 19-related leases
after June 30, 2021
(Posted on March 31, 2021)
01/04/2021 30 August 2021 Insignificant
Changes to
IFRS 3
Business Combinations - Refer
ence to the Conceptual Frame
work (published on 14 May 2020)
01/01/2022 28 June 2021 Insignificant

Changes to
IAS 16
Property, plant and equipment -
Revenue before intended use
(published May 14, 2020)
01/01/2022 28 June 2021 Insignificant
Changes to
IAS 37
Provisions, contingent liabilities
and contingent receivables – Im
minent losses from pending con
tracts – Costs of performance of
the contract (published on 14 May
2020)
01/01/2022 28 June 2021 Insignificant
Annual im
provements
to IFRSs
Cycle 2018-
2020
Annual improvement of various
standards (IFRS 1, IFRS 9, IFRS 16,
IAS 41) (published on 14 May
2020)
01/01/2022 28 June 2021 Insignificant

Standards, interpretations and amendments to the IAS/IFRS that have been published up to the date of publication of these consolidated financial statements but are not yet mandatory, and which are of practical relevance to elumeo SE, are presented below. Unless otherwise indicated, these are to be applied for financial years beginning on or after the specified date of application.

IFRS Standard Topic Effective
date under
the IASB
Endorsement by the EU Com
mission
IFRS 17 and its
amendments
Insurance Contracts (published on 18
May
2017)
including amendments
(published on 25 June 2020)
01/01/2023 19 November 2021
Changes to
IAS 1
Presentation of the Financial State
ments and IFRS Practice Statement 2
- Guidelines for the application of the
materiality criterion in relation to the
disclosure of accounting policies
(published on 12 February 2021)
01/01/2023 2nd March 2022
Amendments
to IAS 8
Accounting Policies, Changes in Ac
counting-Related Estimates, and Er
rors - Definition of Estimates (posted
February 12, 2021)
01/01/2023 2nd March 2022

Amendments
to IAS 12
Income taxes - Deferred taxes related
to assets and liabilities derived from a
single transaction (published on May
7, 2021)
01/01/2023 11 August 2022
Amendments
to IFRS 17
Insurance contracts – presentation of
comparative information on first-time
application of IFRS 17 and IFRS 9
(published on 9 December 2021)
01/01/2023 8 September 2022
Changes to
IAS 1
Presentation of financial statements
- Statement of debt as short-term or
non-current (published on 23 January
2020), postponement of effective
date (published on 15 July 2020) and
Long-term liabilities with covenants
(published on October 31, 2022)
01/01/2024 Awaiting endorsement by the
EU
Amendments
to IFRS 16
Leases - Lease liability under a sale
and-leaseback agreement (published
on September 22, 2022)
01/01/2024 Awaiting endorsement by the
EU

At this point in time, we do not expect the changes to these standards to have a material impact on accounting in the elumeo Group.

D. Principles of consolidation

Consolidation

The consolidated financial statements as of December 31, 2022 generally comprise the financial statements of the parent company elumeo SE and the subsidiaries directly or indirectly controlled by the Company. In accordance with IFRS 10 Consolidated Financial Statements, elumeo SE only controls an investee if it has all of the following characteristics:

  • the power of disposal over the investee (i.e. the company has existing rights that allow it to determine the relevant activities of the investee);
  • a risk burden in the form of, or entitlement to, fluctuating return(s) from its exposure to the investee, and
  • the ability to use its power of disposal over the investee in such a way that the amount of the investee's earnings is affected.

As a rule, control is to be assumed if there is a majority of voting rights. In support of this assumption or if elumeo SE owns less than a majority of the voting rights or comparable rights of an investee,

the company takes into account all relevant facts and circumstances to assess whether it controls an investee, including:

  • the voting rights and potential voting rights of the company,
  • the contractual arrangements with the other voting rights holders of the investee, and
  • Rights arising from other contractual agreements.

If new facts and circumstances indicate that changes have occurred with regard to one or more features of control, the company will reassess whether or not it exercises control over the investee. The consolidation of an investee begins when elumeo SE acquires control of the investee and ends when elumeo SE loses control of the investee. Assets, liabilities, income and expenses of an investee that has been acquired or disposed of in the course of a financial year are included in the consolidated financial statements from the date on which elumeo SE acquired control of the investee until the date on which control of the investee ended.

A change in the ownership structure of an investee without loss of control is recognised as an equity transaction.

In the event that the Company loses control of an investee, the corresponding assets (including goodwill), liabilities, minority interests and other items of equity (including reserves for currency translation differences attributable to the investee) are deconsolidated, with any resulting gain or loss being recognized as a deconsolidation gain in the consolidated income statement. is recorded. Any (minority) stake remaining in the elumeo Group is revalued at fair value. Intra-group receivables and liabilities from the relationship to an investee company that were previously eliminated as part of debt consolidation are recognized in the consolidated balance sheet.

The number of consolidated companies in the elumeo Group has not changed compared to the previous year (6 companies). In addition to elumeo SE as a holding company, the following companies are included in the scope of consolidation in which elumeo SE held 100% of the shares in the 2022 financial year, directly or indirectly via intermediary subsidiaries:

company location
Juwelo Deutschland GmbH Berlin
jooli.com GmbH
(im Vorjahr: schmuck.de G&S GmbH)
Berlin
Juwelo Italia s.r.l. Rom
Juwelo USA, Inc. Wilmington
Silverline Distribution Ltd. Hongkong
PWK Jewelry Company Ltd. Bangkok

We also refer to the information on shareholdings "Supplementary explanations in accordance with the German Commercial Code (HGB)" under point I.

Principles of accounting and accounting and valuation principles

The Condensed Consolidated Interim Financial Statements as of June 30, 2023 ("Consolidated Interim Financial Statements") have been prepared for the purposes of half-yearly financial reporting in accordance with Section 115 (3) of the German Securities Trading Act (WpHG) and are consistent with International Financial Reporting Standards ("IFRSs") as adopted by the European Union. In the consolidated interim financial statements, which were prepared on the basis of International Accounting Standard ("IAS") 34 Interim Financial Reporting , the same accounting policies are generally applied as in the audited and published consolidated financial statements of elumeo SE as of December 31, 2022 in accordance with IFRSs ("Consolidated Financial Statements 2022").

The option to prepare condensed consolidated interim financial statements was exercised. All interpretations of the International Financial Reporting Interpretations Committee ("IFRIC") that were binding as of the reporting date were taken into account. In addition, the interim reporting is in accordance with the German Accounting Standard ("DRS") No. 16 Half-Year Financial Reporting of the German Accounting Standards Committee e.V. ("ASCG").

For further information on the accounting policies used in detail, please refer to the 2022 consolidated financial statements.

Significant judgements, estimates and assumptions

The preparation of the consolidated interim financial statements in accordance with IFRSs requires the Board of Directors and extended management to make judgments, estimates and assumptions that have an impact on the accounting policies used in the consolidated interim financial statements and the assets, liabilities, financial position and results of operations presented and related disclosures. Although these judgments, estimates and assumptions are made to the best of the knowledge of the Board of Directors and extended management based on current events and actions, actual results may differ from these judgments, estimates and assumptions. All discretionary decisions, estimates and assumptions are therefore reviewed on an ongoing basis.

Significant discretionary decisions were made in particular with regard to the following material facts:

  • recognition and measurement of provisions for future obligations in connection with the discontinued PWK business unit, which are uncertain in terms of nature, amount and drawdown,
  • Recognition and measurement of provisions for future litigation obligations that are uncertain in nature, amount and drawdown.

(1) Revenues

There were no material changes compared to the figures as of December 31, 2022. For further
information, please refer to section [F. Significant Judgments, Estimates and Assumptions] of the
Notes to the 2022 Consolidated Financial Statements.
(1)
Revenues
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
01.01. -
30.06.2023
30.06.2022
HoH
in %
Revenue from product sales
Other revenue
11,527
14
99.9%
0.1%
11,053
10
99.9%
0.1%
4.3%
30.9%
22,293
27
99.9%
0.1%
23,499
23
99.9%
0.1%
-5.1%
15.9%
Revenue 11,541 100.0% 11,063 100.0% 4.3% 22,320 100.0% 23,523 100.0% -5.1%
Revenue from product sales by region
EUR thousand % of revenues from product sales
Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Germany
Italy
Other countries
(empty)
8,835
726
1,966
76.6%
6.3%
17.1%
8,791
630
1,631
79.5%
5.7%
14.8%
0.5%
15.2%
20.5%
17,083
1,492
3,718
76.6%
6.7%
16.7%
18,175
1,522
3,802
77.3%
6.5%
16.2%
-6.0%
-2.0%
-2.2%
Revenue from product sales 11,527 100.0% 11,053 100.0% 4.3% 22,293 100.0% 23,499 100.0% -5.1%

Revenue from product sales by region

Q2 2023 Q2 2022 01.01. -
30.06.2023
01.01. -
30.06.2022
Revenue from product sales
Other revenue
Revenue from product sales by region
EUR thousand % of revenues from product sales Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Germany 8,835 76.6% 8,791 79.5% 0.5% 17,083 76.6% 18,175 77.3% -6.0%
Italy
Other countries
(empty)
726
1,966
6.3%
17.1%
630
1,631
5.7%
14.8%
15.2%
20.5%
1,492
3,718
6.7%
16.7%
1,522
3,802
6.5%
16.2%
-2.0%
-2.2%
Revenue from product sales 11,527 100.0% 11,053 100.0% 4.3% 22,293 100.0% 23,499 100.0% -5.1%
(2)
COST OF SALES
EUR thousand % of revenue
Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Material costs 6,565 56.9% 6,759 61.1% -2.9% 11,739 52.6% 12,182 51.8% -3.6%
Change in inventory of finished goods,
work in progress and merchandise

(2) COST OF SALES

Germany
Italy
(empty)
(2)
COST OF SALES
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Material costs
Change in inventory of finished goods,
work in progress and merchandise
6,565
-856
56.9%
-7.4%
6,759
-1,772
61.1%
-16.0%
-2.9%
51.7%
11,739
-1,014
52.6%
-4.5%
12,182
-1,029
51.8%
-4.4%
-3.6%
1.5%
49.5% 4,988 45.1% 14.5% 10,726 48.1% 11,153 47.4% -3.8%

(3) Marketing costs

30 elumeo SE H1/2023 NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(3) Marketing costs
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Broadcasting and channel rental costs
Personnel expenses
Moderators, producers and translators
1,330
1,174
153
11.5%
10.2%
1.3%
1,549
1,371
195
14.0%
12.4%
1.8%
-14.2%
-14.4%
-21.5%
2,768
2,557
316
12.4%
11.5%
1.4%
2,990
2,805
362
12.7%
11.9%
1.5%
-7.4%
-8.8%
-12.8%
Payment costs
Sales and marketing expenses
Expenses from share-based remuneration
Depreciation, amortization and impairment loss
Other selling expenses
160
817
7
81
314
1.4%
7.1%
0.1%
0.7%
2.7%
131
833
15
83
344
1.2%
7.5%
0.1%
0.7%
3.1%
22.4%
-1.9%
-50.5%
-2.8%
-8.6%
326
1,834
16
162
616
1.5%
8.2%
0.1%
0.7%
2.8%
279
1,838
34
178
628
1.2%
7.8%
0.1%
0.8%
2.7%
16.5%
-0.2%
-52.4%
-8.8%
-2.0%
Selling expenses 4,035 35.0% 4,520 40.9% -10.7% 8,594 38.5% 9,113 38.7% -5.7%

(4) Administrative costs

Depreciation, amortization and impairment loss
Other selling expenses
Selling expenses decreased significantly year-on-year in Q2 2023. This was mainly due to lower costs
of TV broadcasting and lower personnel costs.
(4)
Administrative costs
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Personnel expenses 867 7.5% 1,044 9.4% -17.0% 1,747 7.8% 1,981 8.4% -11.8%
Depreciation, amortization and impairment loss 153 1.3% 135 1.2% 13.9% 303 1.4% 276 1.2% 9.9%
Equity-settled share-based remuneration 26 0.2% 52 0.5% -50.1% 56 0.3% 117 0.5% -51.9%
Legal advice costs 143 1.2% 100 0.9% 42.5% 392 1.8% 236 1.0% 66.1%
Postal, telecommunication, IT costs 101 0.9% 117 1.1% -13.6% 282 1.3% 244 1.0% 15.3%
Rent and lease expenses 15 0.1% 16 0.1% -6.8% 28 0.1% 31 0.1% -8.0%
Repairs and maintenance 21 0.2% 17 0.2% 25.3% 58 0.3% 85 0.4% -31.2%
Expenses for third-party services and fees 137 1.2% 148 1.3% -7.6% 264 1.2% 164 0.7% 60.8%
Recruiting costs 5 0.0% 17 0.2% -72.9% 26 0.1% 86 0.4% -69.7%
Reporting, bookkeeping and audit fees 18 0.2% 83 0.8% -78.0% 19 0.1% 170 0.7% -89.0%
Travel expenses 21 0.2% 49 0.4% -57.3% 74 0.3% 75 0.3% -2.1%
Other administrative expenses 207 1.8% 319 2.9% -35.2% 592 2.7% 656 2.8% -9.7%
1,712 14.8% 2,096 18.9% -18.3% 3,842 17.2% 4,120 17.5% -6.8%
Administrative expenses

(5) Other operating income

Administrative expenses decreased significantly in Q2 2023 compared to the previous year. This was
mainly due to lower personnel costs.
(5)
Other operating income
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
VAT clearing vehicle benefit 3 0.0% 5 0.0% -41.5% 7 0.0% 11 0.0% -36.4%
Operating income from related parties 3 0.0% 3 0.0% 0.0% 5 0.0% 5 0.0% 0.0%
Gains from foreign currency translation
Income resulting from past reporting periods
0
0
0.0%
0.0%
59
0
0.5%
0.0%
-100.5%
n.a
0
51
0.0%
0.2%
53
0
0.2%
0.0%
-99.3%
n.a
Miscellanous other operating income 1 0.0% 2 0.0% -31.3% 54 0.2% 462 2.0% -88.2%
Other operating income 7 0.1% 69 0.6% -89.7% 118 0.5% 531 2.3% -77.7%
(6)
Other operating expenses
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Expenses relating to other periods 38 0.3% 0 0.0% n.a 29 0.1% 0 0.0% n.a
Other operating expenses 38 0.3% 0 0.0% n.a 29 0.1% 0 0.0% n.a

(6) Other operating expenses

Gains from foreign currency translation 0 0.0% 59 0.5% -100.5% 0 0.0% 53 0.2% -99.3%
Income resulting from past reporting periods 0 0.0% 0 0.0% n.a 51 0.2% 0 0.0% n.a
Miscellanous other operating income
(6)
Other operating expenses
Q2 2023 Q2 2022 QoQ 01.01. - 01.01. - HoH
EUR thousand % of revenue in % 30.06.2023 30.06.2022 in %
Expenses relating to other periods 38 0.3% 0 0.0% n.a 29 0.1% 0 0.0% n.a
0.0% n.a 29 0.1% 0 0.0% n.a

(7) Financial

elumeo SE H1/2023 NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS 31
(7)
Financial
01.01. - HoH
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
30.06.2022 in %
Interest expenses from leasing 14 0.1% 13 0.1% 8.6% 29 0.1% 27 0.1% 8.2%
Interest expenses
Interest expenses and other financial result
28 0.2% 14 0.1% 103.0% 59 0.3% 28 0.1% 110.8%

(8) Personnel costs

Interest and similar expenses include interest expense on lease liabilities from right-of-use assets
(operating leases of real estate contracts) in accordance with IFRS 16 as well as on loan liabilities.
(8)
Personnel costs
Personnel expenses (excluding share-based payments) are as follows:
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Wages and salaries
Social security contributions
1,711
329
14.8%
2.9%
1,995
421
18.0%
3.8%
-14.2%
-21.7%
3,533
771
15.8%
3.5%
3,995
790
17.0%
3.4%
-11.6%
-2.4%

(9) Earnings per share

(9)
Earnings per share
Basic earnings per share are generally equal to earnings attributable to shareholders divided by the
weighted average of shares outstanding during the period.
Basic and diluted earnings per share are as follows:
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Earnings after income tax
from continuing operations
25 0.2% -485 -4.4% 105.1% -811 -3.6% -359 -126.0%
Earnings of shareholders of elumeo SE
Earnings per share in EUR
(basis and diluted)
applied to earnings of shareholders
total
25 0.2% -485 -4.4% 105.1% -811 -3.6% -359 -126.0%
- undiluted
- diluted
0.00
0.00
-0.09
-0.09
105.0%
105.0%
-0.14
-0.14
-0.07
-0.06
-118.9%
-119.0%
Average number of shares outstanding
-undiluted 5,677,420 5,500,000 3.2% 5,677,420 5,500,000 3.2%
5,535,390 3.2% 5,712,810 5,535,390 3.2%

As of the reporting date, 425,102 (previous year: 425,102) of share-based payments offset by equity instruments (see item I. (20)) had potential dilutive options, of which 425,102 (previous year: 380,582) were not taken into account in the calculation of diluted earnings per share, as they did not result in a dilution effect.

Since the share of earnings attributable to the shareholders of elumeo SE in H1 2023 is negative, the inclusion of potentially dilutive instruments would result in an increase in earnings per share from

continuing operations. Therefore, these instruments are treated as non-dilutive in accordance with IAS 33 (earnings per share).

(10) Intangible assets

The development of intangible assets in the year under review is shown below:
EUR thousand
Historical cost
Balance: 01.01.2023 1,439
Additions
Balance: 30.06.2023 1,439
Amortization
Balance: 01.01.2023 1,183
Additions 37
Balance: 30.06.2023 1,220
Carrying amount
Balance: 31.12.2022 256
Balance: 30.06.2023 219

EUR thousand

The intangible assets acquired for consideration mainly comprise licenses purchased for a fee as well
as application, office and ERP software, which are depreciated as planned over the expected useful
life of the company.
In the same period of the previous year, intangible assets developed as follows:
EUR thousand
Historical cost
Balance: 01.01.2022 1,438
Additions 1
Balance: 30.06.2022 1,439
Amortization
Balance: 01.01.2022 1,101
Additions 41
Balance: 30.06.2022 1,143
Carrying amount
Balance: 31.12.2021 336
Balance: 30.06.2022 296

(11) Fixed assets

In H1 2023, property, plant and equipment, including right-of-use assets from real estate contracts
accounted for in accordance with IFRS 16, developed as follows:
Own land Plant Other Plant and Total
and buil- and equip- machi
dings, machi- ment, nery
leasehold nery furniture (leases)
improve- and Lease)
EUR thousand ments fixtures
Historical cost
Balance: 01.01.2023 1,092 3,026 2,618 -1 6,735
Additions 0 0 15 1 15
Balance: 30.06.2023 1,092 3,026 2,633 0 6,750
Depreciation
Balance: 01.01.2023 881 2,700 2,377 0 5,958
Additions 29 108 67 0 204
Balance: 30.06.2023 910 2,808 2,444 0 6,162
Carrying amount
Balance: 01.01.2023 211 687 241 -1 777
182 218 188 0 588
Carrying amount
The following table shows the development of property, plant and equipment in the comparative
period:
Own land Plant Other Plant and Total
and buil- and equip- machi
dings, machi- ment, nery
leasehold nery furniture (leases)
improve- and
EUR thousand ments fixtures
Historical cost
Balance: 01.01.2022 1,092 3,024 2,553 8 6,677
Additions 0 2 20 0 22
Balance: 30.06.2022 1,092 3,026 2,573 8 6,699
Depreciation
Balance: 01.01.2022 823 2,469 2,236 0 5,527
Additions 29 121 75 0 225
Balance: 30.06.2022 852 2,590 2,311 0 5,752
Carrying amount
Balance: 01.01.2022 269 555 317 8 1,150
Balance: 30.06.2022 240 436 262 8 947

(12) Assets from right-of-use assets and lease liabilities

elumeo's leases relate in particular to buildings (e.g. logistics and office buildings). These contracts include renewal options and, in some cases, options to terminate the contract. In addition, the contracts provide for variable payments depending on the evolution of the consumer price index, as well as payments related to non-lease components (e.g. service costs). Other leases recognized under right-of-use assets relate to storage locations. QoQ HoH EUR thousand | % of revenue in % in %

include renewal options and, in some cases, options to terminate the contract. In addition, the
contracts provide for variable payments depending on the evolution of the consumer price index, as
well as payments related to non-lease components (e.g. service costs). Other leases recognized
under right-of-use assets relate to storage locations.
General information on leases
EUR thousand % of revenue Q2 2023 Q2 2022 QoQ
in %
01.01. -
30.06.2023
01.01. -
30.06.2022
HoH
in %
Interest expense on lease liabilities 14 0.1% 13 0.1% 8.6% 29 0.1% 27 0.1% 8.2%
Total cash outflows for leases 105 0.9% 104 0.9% 1.3% 252 1.1% 211 0.9% 19.6%
Right-of-use assets

Right-of-use assets

Interest expense on lease liabilities
Right-of-use assets
The following table shows the development of the carrying amount of right-of-use assets.
Rights of use
(land and buildings)
2022
2023
EUR thousand
Carrying amount as of 01.01
Amortization
2,085
-224
2,148
-187

Leasingverbindlichkeiten

Leasingverbindlichkeiten
Lease liabilities are broken down as follows:
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 Abw
in %
Non-current lease liabilities
Current lease liabilities
1,534
6.6%
449
1.9%
1,757
7.7%
449
2.0%
-12.7%
0.0%
Total 1,983
8.5%
2,206
9.7%
-10.1%

For the maturity analysis of lease liabilities, please refer to the explanations of financing and liquidity risk under Item I.

(13) Supplies

Inventories include the following items:

elumeo SE H1/2023 NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS 35
30.06.2023 31.12.2022 Abw
EUR thousand % of balance sheet total in %
Raw materials, consumables and supplies 245 1.0% 277 1.2% -11.6%
Unfinished goods 1,648 7.1% 1,574 6.9% 4.7%
Finished goods and merchandise 11,629 49.8% 11,189 49.2% 3.9%
Inventories 13,522 57.9% 13,041 57.3% 3.7%

The elumeo Group reviewed inventories for possible impairment. As a result, it was found that the net realisable value of inventories exceeded the acquisition and production costs of the elumeo Group. As in the previous year, there was therefore no need for impairment as of the balance sheet date.

(14) Trade receivables

Trade receivables are due at short notice.
The following table provides information on trade receivables:
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 Abw
in %
Trade receivables
Allowances
1,795
7.7%
-44
-0.2%
1,754
7.7%
-44
-0.2%
2.3%
0.9%
Personnel expenses 1,751
7.5%
1,710
7.5%
2.4%
The developments of the impairment in relation to trade receivables were as follows.
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 Abw
in %
Status 01.01. -44 -0.2% -107 -0.5% 58.6%
Impairment losses recognized 1 0.0% 63 0.3% -98.9%
Allocation 1 0.0% -59 -0.3% 101.2%
Dissolution / excise 0 0.0% 122 0.5% -100.0%
Total -44 -0.2% -44 -0.2% 0.9%

(15) Other financial assets

Other financial assets comprise the following:

EUR thousand % of balance sheet total 30.06.2023 31.12.2022
in %
Security deposits and other warranties 19 0.1% 19 0.1% 0.0%
Receivables due from employees
(there of related: 2023: 20k€, 2022: 28k€)
20 0.1% 28 0.1% -27.3%
Receivables from third parties 10 0.0% 10 0.0% 0.0%
Non-current other financial assets 49 0.2% 57 0.2% -13.2%
Security deposits and other warranties 143 0.6% 143 0.6% -0.1%
Creditors with debit balances 348 1.5% 262 1.2% 33.0%
Prepayments made 5 0.0% 5 0.0% 0.0%
Receivables due from employees 5 0.0% 2 0.0% 148.3%
Current other financial assets 501 2.1% 412 1.8% 21.7%
Other financial assets 550 2.4% 469 2.1% 17.4%

(16) Other assets

(16)
Other assets
Other assets include the following items:
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 Abw
in %
Receivables from taxes 159 0.7% 162 0.7% -1.8%
Non-current other non-financial assets 159 0.7% 162 0.7% -1.8%
Deferred expenses 40 0.2% 24 0.1% 63.9%
Receivables from taxes 871 3.7% 346 1.5% 151.3%
Receivables from income taxes 0 0.0% 98 0.4% -100.0%
Receivables from goods returns 200 0.9% 156 0.7% 28.6%
Miscellanous other receivables 52 0.2% 53 0.2% -1.3%
Current other non-financial assets 1,118 4.8% 677 3.0% 65.1%
Other non-financial assets 1,277 5.5% 839 3.7% 52.1%

(17) Currency

The means of payment include bank deposits.

(18) Equity

Subscribed capital

As of March 31, 2023, the subscribed capital of elumeo SE totaled EUR 5,677,420 (December 31, 2022: EUR 5,500,000) and is divided into 5,677,420 no-par value shares with a notional interest in the subscribed capital of EUR 1.00 per share. With the approval of the Board of Directors, the capital increase resolved in 2022 has been carried out. The share capital was increased by EUR 177,420.00 from EUR 5,500,000.00 to EUR 5,677,420.00. The entry in the commercial register took place on February 17, 2023.

Authorization to acquire treasury shares

Pursuant to Section 71 (1) No. 8 of the German Stock Corporation Act, the Company is authorized to acquire treasury shares in a volume of up to 10.0% of the subscribed capital existing at the time of the resolution until June 24, 2025. As of December 31, 2022, no treasury shares were held.

Capital reserves

The capital reserves as of December 31, 2022 amounted to EUR 35,265 thousand (December 31, 2021: EUR 34,820 thousand). In the 2023 financial year, the premium from the capital increase and amounts from share-based compensation commitments in accordance with IFRS 2 of EUR 72 thousand (previous year: EUR 126 thousand) were added to the capital reserve.

Authorized Capital

By resolution of the Annual General Meeting on June 25, 2021, the Board of Directors of elumeo SE was authorized to increase the share capital once or several times, in whole or in part, by up to a total of EUR 2,000,000 by issuing up to 2,000,000 new no-par value bearer shares against cash and/or non-cash contributions until June 24, 2026 (Authorized Capital 2021). In principle, shareholders must be granted subscription rights.

Contingent capital

Contingent capital 2021/I

By resolution of the Annual General Meeting on June 25, 2021, the Board of Directors was authorized to issue until June 24, 2026 (inclusive) one-time or multiple bearer bonds or bonds with warrants (hereinafter collectively referred to as "Bonds") with or without a maturity limit with a total nominal amount of up to EUR 150,000,000 and to issue conversion and/or option rights to the holders or creditors of Bonds and/or to grant or determine conversion obligations or option obligations for the subscription of a total of up to EUR 2,000,000 new no-par value bearer shares of the Company with a pro rata amount of the share capital totalling up to EUR 2,000,000 in accordance with the terms and conditions of the bonds. The Company's share capital will be conditionally increased by up to EUR 1,600,000 by issuing up to 1,600,000 new no-par value bearer shares (Conditional Capital 2021/I). The purpose of the conditional capital increase is to grant shares to holders or creditors of convertible bonds and/or bonds with warrants issued as of June 24, 2026 (inclusive) by the Company or a domestic or foreign company in which the Company holds a direct or indirect majority of the votes and capital.

Contingent capital 2021/II

By resolution of the Annual General Meeting on June 25, 2021, the Board of Directors was authorized to grant stock option rights (2021 stock option program). The Board of Directors (without the involvement of members of the Board of Directors who are also Managing Directors, to the extent that option rights are granted to Managing Directors) was authorized to grant option rights to Managing Directors until June 24, 2026, once or repeatedly – to the extent that issued option rights expire or otherwise expire – to subscribe for a total of up to 200,000 new no-par value bearer shares of the Company to Managing Directors of the Company. Company, to employees of the Company as well as to employees and members of the management of companies affiliated with the Company in accordance with the following provisions (Conditional Capital 2021/II).

In order to grant new shares to the holders of such option rights, the Company's share capital was conditionally increased by up to EUR 200,000 by issuing up to 200,000 new, no-par value ordinary

bearer shares ("Conditional Capital 2021/II") by resolution of the Annual General Meeting on June 25, 2021. The conditional capital increase will only be carried out to the extent that the holders of option rights issued by June 24, 2026 in accordance with the authorization resolution of the Annual General Meeting of June 25, 2021 (agenda item 10 lit. b)) make use of their subscription rights to no-par value shares of the Company.

Of the 200,000 warrants,

  • 75,000 option rights to managing directors of the company (Group A),
  • no option rights to employees of the company (Group B),
  • 25,000 option rights to members of the management of companies affiliated with the company (Group C) and
  • 100,000 option rights to employees of companies affiliated with the company (Group D)

can be output. The Board of Directors of the Company has been authorized to determine the further details of the option conditions and the issue of subscription shares with regard to Group A without the participation of members of the Board of Directors who are also Managing Directors and with the approvals of committees at the respective affiliated companies, if applicable, and with the approvals of committees at the respective affiliated companies.

Taking into account the requirements contained in the resolution of the Annual General Meeting of the Company on June 25, 2021 regarding the key features of the 2021 stock option program, the Board of Directors of the Company has determined the following option conditions of the 2021 stock option program regarding the issuance of option rights to employees of companies affiliated with the Company ("AOP 2021 AN VU").

The stock options will be issued subject to the following conditions:

GROUP OF BENEFICIARIES

The Board of Directors of the Company determines the individual beneficiaries and the number of stock options to which they are to be invited. The persons invited by the Board of Directors are referred to as "beneficiaries".

If, in the case of an affiliated company, there is a mandatory legal or contractual competence of a body of this affiliated company with regard to the remuneration of a beneficiary, the invitation to purchase option rights vis-à-vis this beneficiary is subject to the consent of this body.

As part of the AOP 2021 AN VU, a maximum of 100,000 option rights will be issued to employees of companies affiliated with the company.

At the time the options are granted, the beneficiaries must be in an unterminated employment relationship with a company affiliated with the company. Shareholders do not have subscription rights.

TRANCHES, DURATION, DATE OF ISSUE

The Board of Directors of the Company decides – to the extent absolutely required by law or contractually, with the consent of the competent body of the affiliated company – on the number of stock options to be issued to the respective beneficiaries.

Unless otherwise stipulated in the employment contract between the affiliated company and the beneficiary, the granting of the option rights is made as a voluntary service by the company to the beneficiaries. Therefore, even if option rights are repeatedly granted (even without an expressly declared reservation of voluntariness), no claims arise – neither against the company nor against the allied company – for the renewed granting of option rights or for similar or equivalent services.

The option rights each have a term of ten years from the date on which the respective option right arises by the resolution of the Board of Directors of the Company by which the respective option rights are issued ("issue date").

In accordance with the authorization resolution of the Annual General Meeting, option rights can be issued in several tranches – insofar as issued option rights expire or otherwise expire repeatedly – until June 24, 2026, but at the earliest after the entry of the Conditional Capital 2021/II in the Commercial Register. The registration took place on 09 July 2021.

The date of issue must also be within 60 days of publication:

    1. a consolidated half-yearly financial report pursuant to Sections 115 and 117 No. 2 of the German Securities Trading Act or
    1. a voluntary consolidated quarterly financial report for the third quarter in accordance with the requirements of §§ 115 (2) nos. 1 and 2, (3) and (4), 117 no. 2 of the German Securities Trading Act or a consolidated quarterly statement within the meaning of § 53 (1) of the Exchange Rules for the Frankfurt Stock Exchange for the third quarter, or
    1. a consolidated annual financial report pursuant to Sections 114 and 117 No. 1 of the German Securities Trading Act

lie.

The option rights expire without compensation at the end of the ten-year term.

CONTENTS OF THE OPTIONS

Each option right entitles the beneficiary to subscribe for a no-par value bearer share of the Company with a pro rata amount of the share capital of EUR 1.00.

The new no-par value shares issued by the Company after exercising the option rights will participate in the profits from the beginning of the previous financial year, otherwise from the beginning of the financial year in which they are created, provided they are created by the beginning of the Annual General Meeting of the Company.

Until these no-par value shares are issued, the beneficiary is not entitled to subscription rights to new no-par value shares of the Company from capital increases or rights to dividends or other distributions or other share rights on the basis of the option rights.

EXERCISING THE OPTIONS

Latency

Beneficiaries can exercise the option rights at the earliest after a waiting period of four years, starting on the date of issue.

Forfeiture upon termination of employment

The beneficiaries can only exercise the option rights in full if their employment relationship with the company affiliated with the company does not end before the end of the waiting period – for whatever reason. If the employment relationship with the company affiliated with the company ends before the end of the waiting period, there is a forfeiture of 1/16 of the option rights for every three months or part thereof that the end of the employment relationship is before the end of the waiting period; Fractions of remaining option rights are rounded up to the nearest full number. There is no forfeiture of option rights in the event that a beneficiary commences an employment or employment relationship with another company participating in the 2021 stock option program immediately after the end of the employment relationship with the company affiliated with the company; this does not apply – and there is a forfeiture of the option rights – in the event that the beneficiary receives option rights on the basis of the stock option program of the other company.

Strike Price/Success Target

    1. The strike price to be paid when exercising the right to subscribe for a share ("Strike Price") corresponds to the unweighted average of the closing prices of the Company's shares on the five trading days prior to the date of issue of the respective option right.
    1. In any case, however, at least the lowest issue amount within the meaning of Art. 5 of Council Regulation (EC) No. 2157/2001 on the Statute for a European Company (SE) ("SE-VO") in conjunction with Section 9 (1) of the German Stock Corporation Act as an exercise price.
    1. The prerequisite for exercising any option right is that the unweighted average of the closing prices of the Company's shares on the five trading days prior to the first day of the respective exercise period in which the option is exercised is at least 130% of the exercise price (socalled performance target). If this requirement is met for a specific exercise period, it can be exercised during this exercise period regardless of the further development of the Company's share.
    1. The strike price will be determined immediately after the date of issue and communicated to the beneficiary.
    1. The beneficiary is obliged to pay the Company the exercise price for the option rights exercised by him immediately after submission of the subscription declaration for the new shares to the Company's bank account specified in the subscription declaration.

  1. The Company is entitled to reject the subscription declaration regarding the exercise of option rights and the issuance of shares if the Beneficiary of the Company does not pay the exercise price on time.

The Board of Directors issued the following tranches from the AOP 2021 until 30 June 2023:

October 27, 2021: 154,500 option rights to subscribe for 154,500 shares with a pro rata amount of the subscribed capital of EUR 154,500 (Tranche I/2021) and an exercise price of EUR 6.17 of the share to be paid after the end of the vesting period upon exercise of the option rights.

Contingent capital 2015/II

By resolution of the Annual General Meeting on June 25, 2021, the conditional capital resolved by the Annual General Meeting on April 7, 2015 (Conditional Capital 2015/II) was canceled when it exceeds an amount of EUR 350,000. By resolution of the Annual General Meeting on June 25, 2021, the Board of Directors was authorized to conditionally increase the Company's share capital by up to EUR 350,000 by issuing up to 350,000 new no-par value ordinary bearer shares (no-par value shares) (Conditional Capital 2015/II). The Contingent Capital 2015/ II is intended exclusively for the granting of new shares to the holders of option rights issued by the Company in accordance with the authorization resolution of the Annual General Meeting of April 7, 2015 (AOP 2015).

As of December 31, 2020, the Board of Directors issued the following tranches from the AOP 2015:

  • July 1, 2015: 151,000 option rights to subscribe for 151,000 shares with a pro rata amount of the subscribed capital of EUR 151,000 (tranche I/2015) and an exercise price of EUR 25.00 of the share to be paid after the end of the vesting period upon exercise of the option rights,
  • December 23, 2015: 10,000 option rights to subscribe for 10,000 shares with a pro rata amount of the subscribed capital of EUR 10,000 ("Tranche II/2015") and an exercise price of EUR 19.64 per share to be paid,
  • July 18, 2016: 128,500 option rights to subscribe for 128,500 shares with a pro rata amount of the subscribed capital of EUR 128,500 ("Tranche III/2015") and an exercise price to be paid of EUR 6.39 per share,
  • August 30, 2017: 8,000 option rights to subscribe for 8,000 shares with a pro rata amount of the subscribed capital of EUR 8,000 ("Tranche IV/2015") and an exercise price to be paid of EUR 7.72 per share,
  • November 20, 2017: 10,000 option rights to subscribe for 10,000 shares with a pro rata amount of EUR 10,000 of the subscribed capital ("Tranche V/2015") and an exercise price to be paid of EUR 9.95 per share,
  • October 8, 2018: 2,000 option rights to subscribe for 2,000 shares with a pro rata amount of the subscribed capital of EUR 2,000 ("Tranche VI/2015") and an exercise price of EUR 1.95 per share to be paid,
    1. November 2018: 20.000 Optionsrechte zum Bezug von 20.000 Aktien mit einem anteiligen Betrag am gezeichneten Kapital von EUR 20.000 ("Tranche VII/2015") und einem zu zahlende Ausübungspreis von EUR 1,73 je Aktie.

November 18, 2019: 40,000 option rights to subscribe for 40,000 shares with a pro rata amount of the subscribed capital of EUR 40,000 (Tranche VIII/2015) and an exercise price of EUR 1.00 per share to be paid.

The number of option rights outstanding as of June 30, 2023 differs from the number of option rights originally issued due to the early departure of employees.

(19) Share-based payments offset by own equity instruments

Stock Option Plan 2015 (AOP 2015)

The outstanding option rights from the AOP 2015 entitle the managing directors and employees of elumeo SE as well as managing directors and selected employees of subsidiaries of elumeo SE to acquire a total of 272,602 shares of elumeo SE on the balance sheet date (December 31, 2022: 272,602 shares). The option rights become exercisable provided that, firstly, the beneficiaries complete the intended period of service of a partial tranche, secondly, the capital market-based performance target set out in the AOP 2015 is met, thirdly, the standstill period has expired and, fourthly, a fixed total profit from the exercise of the option rights is not exceeded (exercise block). Each option right entitles the holder to subscribe for one share with a pro rata amount of the subscribed capital of EUR 1.00 per share.

Other disclosures regarding the development of option rights from SOP 2015

fixed total profit from the exercise of the option rights is not exceeded (exercise block). Each option
right entitles the holder to subscribe for one share with a pro rata amount of the subscribed capital
of EUR 1.00 per share.
The number of outstanding option rights from the AOP 2015 developed as follows:
Other disclosures regarding the development of option rights from SOP 2015
Reason for change Number of
option
rights
Weighted
average
exercise
price in EUR
Number of option rights outstanding on 01.01.2023 272,602 13.48
Option rights granted during the reporting period 0 0.00
Option rights forfeited during the reporting period 0 0.00
Option rights exercised during the reporting period 0 0.00
Option rights expired during the reporting period 0 0.00
Number of option rights outstanding on 30.06.2023 272,602 13.48
Number of option rights outstanding on 01.01.2020 272,602 13.48
Option rights granted during the reporting period 0 0.00
Option rights forfeited during the reporting period 0 0.00
Option rights exercised during the reporting period 0 0.00
Option rights expired during the reporting period 0 0.00
Number of option rights outstanding on 31.12.2020 272,602 13.48

Die von der elumeo SE gewährten Vergütungszusagen wurden zu verschiedenen Zeitpunkten erteilt. Die Begünstigten können unverfallbare Optionsrechte zeitlich befristet innerhalb von zehn Jahren (beginnend ab dem Zeitpunkt der Gewährung) ausüben. Die Optionsrechte sind gegen Zahlung des

Exercise price exercisable. As of the balance sheet date, the option rights of tranche VI/2015 and
VII/2015 are exercisable.
Key terms and conditions of the issued tranches of the AOP 2015:
Reason for change I/2015 II/2015 III/2015 IV/2015
Issue Date 1.7.2015 23.12.2015 18.7.2016 30.8.2017
Maturity Date 1.7.2019 23.12.2019 18.7.2020 30.8.2021
Expiry Date 30.6.2025 22.12.2025 17.7.2026 29.8.2027
Remaining Term (in years) 3.5 3.9 4.5 5.6
Exercise Price 25.00 19.64 6.39 7.72
Hurdle 32.50 25.53 8.31 10.04
Number of option rights outstanding on 31.12.2022 113,660 2,500 102,942 6,125
Number of option rights outstanding on 30.06.2023 113,660 2,500 102,942 6,125
Reason for change V/2015 VI/2015 VII/2015 VIII/2015
Issue Date 20.11.2017 8.10.2018 22.11.2018 18.11.2019
Maturity Date 20.11.2021 8.10.2022 22.11.2022 18.11.2023
Expiry Date 19.11.2027 7.10.2028 21.11.2028 17.11.2029
Remaining Term (in years) 5.8
6.8
6.8 7.8
Exercise Price 9.95 1.95 1.73 1.00
Hurdle 12.94 2.54 2.25 1.30
Number of option rights outstanding on 31.12.2022 3,125 500 3,750 40,000
Number of option rights outstanding on 30.06.2023 3,125 500 3,750 40,000

The fair value of the option rights at the time of grant was calculated using a Black-Scholes option pricing model.

The input parameters incorporated into the valuation model were derived as follows:

  • The share value used was determined on a transactional basis on the basis of historical share purchases.
  • The expected volatility is based on historical data from listed peer companies.
  • The expected option maturities and the probability of occurrence of the maturity-dependent scenario calculations were estimated.
  • The term-equivalent, risk-free interest rate was calculated on the basis of the Svensson method and increased by a risk premium due to the generally low interest rate level and the current capital market situation.

For the share-based compensation commitments of the total of eight tranches from the AOP 2015, expenses totaling EUR 1 thousand (H1 2020: EUR 2 thousand) were recognized in H1 2023.

The issuance of option rights under the AOP 2015 has ended as of April 6, 2020 due to the expiry of the authorization of the Board of Directors.

Stock Option Plan 2021

The option rights issued under the AOP 2021 entitle the managing directors and employees of elumeo SE as well as managing directors and selected employees of subsidiaries of elumeo SE to acquire a total of 152,500 shares of elumeo SE on the balance sheet date. The option rights become exercisable provided that, firstly, the beneficiaries complete the intended period of service of a partial tranche, secondly, the capital market-based performance target set out in the AOP 2021 is met, thirdly, the standstill period has expired and, fourthly, a fixed total profit from the exercise of the option rights is not exceeded (exercise block). Each option right entitles the holder to subscribe for one share with a pro rata amount of the subscribed capital of EUR 1.00 per share. Number of Weighted option average

tranche, secondly, the capital market-based performance target set out in the AOP 2021 is met,
thirdly, the standstill period has expired and, fourthly, a fixed total profit from the exercise of the
option rights is not exceeded (exercise block). Each option right entitles the holder to subscribe for
one share with a pro rata amount of the subscribed capital of EUR 1.00 per share.
The number of outstanding option rights from Tranche 1 of the AOP 2021 has developed as follows:
Reason for change Number of
option
rights
Weighted
average
exercise
price in EUR
Number of option rights outstanding on 01.01.2021 152,500 6.17
Option rights granted during the reporting period 0 0.00
Option rights forfeited during the reporting period 0 0.00
Option rights exercised during the reporting period 0 0.00
Option rights expired during the reporting period 0 0.00
Number of option rights outstanding on 31.12.2021 152,500 6.17
Number of option rights outstanding on 01.01.2021 152,500 6.17
Option rights granted during the reporting period 0 0.00
Option rights forfeited during the reporting period 0 0.00
Option rights exercised during the reporting period 0 0.00
Option rights expired during the reporting period 0 0.00
Number of option rights outstanding on 31.12.2021 152,500 6.17

Beneficiaries may exercise vested option rights for a limited period of ten years (starting from the date of grant). The option rights are exercisable against payment of the strike price. As of the balance sheet date, no options from Tranche 1 of the AOP 2021 can be exercised.

In the 2023 financial year, expenses of EUR 72 thousand (previous year: EUR 150 thousand) were recognized for the share-based compensation commitments from the AOP 2021.

Key terms and conditions of the issued tranche of the AOP 2021:

elumeo SE H1/2023 NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS 45
Reason for change I/2021
Issue Date 27.10.2021
Maturity Date 27.11.2025
Expiry Date 26.10.2031
Remaining Term (in years) 9.8
Exercise Price 6.17
Hurdle 8.02
Number of option rights outstanding on 31.12.2022 152,500
152,500

The weighted average fair value of the stock options granted in the reporting period at the grant date was EUR 4.10.

The fair value of the AOP 2021 option rights at the time of grant was calculated using a Black-Scholes
option pricing model.
The scenario-weighted input parameters used in detail for the valuation of the newly granted option
rights in Tranche I are summarised below:
Parameters AOP 2021 Tranche
for the option rights granted in fiscal year 2021 I/2021
Weighted average share price in EUR 6.85
Weighted average exercise price in EUR 6.17
62.21%
Expected volatility in %
Expected option term in years
Expected dividend in %
7.05
0.00%
  • The unit value used was determined on a transaction-by-transaction basis on the basis of the closing price.
  • The estimate of the expected volatility is based on the historical volatility of the elumeo SE share over a period of time that generally corresponds to the expected term of the options. If there was not sufficient information about a corresponding period to determine volatility, the longest period for which trading data is available was used.
  • The expected option terms were estimated on the basis of the contractual exercise conditions, assuming that employees tend to prefer early exercise.
  • The term-equivalent, risk-free interest rate is based on the interest rate structure published by the Deutsche Bundesbank for listed German government securities.

(20) Other financial liabilities

(21) Advances from demand

Other financial liabilities consist mainly of accounts receivable.
(21)
Advances from demand
EUR thousand % of balance sheet total 30.06.2023 31.12.2022 Abw
in %
Advance payments received 40 0.2% 40 0.2% 0.0%
Total 40 0.2% 40 0.2% 0.0%

(22) Accruals

The advance payments received relate to advance payments from customers for the delivery of
goods.
(22)
Accruals
Provisions developed as follows in H1 2023:
Carrying
amount
01.01.2023
Additions Reversal Usage Carrying
amount
30.06.2023
EUR thousand
Expected customer returns
Obligations arising from
non-canceliable contracts,
383 383 0 -383 383
severance payments as well as
other obligations in connection
with the closure of the
location in Rome
205 0 205 191 191
In terms of nature, amount and
utilization uncertain obligations
in connection with the discontinued
operation PWK 25 0 0 0 25
Current provisions 613 383 205 -192 599
In terms of nature, amount and
utilization uncertain obligations
in connection with the discontinued
operation PWK 130 0 0 0 130
Non-current provisions 130 0 0 0 130
Provisions 743 383 205 -192 729

Expected customer returns

The elumeo Group records obligations arising from the right of its customers to return delivered products within a period of 14 days after receipt of the delivery of goods.

Obligations of the Italian subsidiary arising from non-terminable contracts and severance payments as well as other obligations in connection with the closure of the sales site

In November 2019, the Board of Directors decided to close the sales office in Rome. The reversal of the provision relates to the agreement with employees regarding their severance pay. The provision is mainly made up of uncertain obligations arising from additional payments for waste disposal, back tax payments and severance payments to employees.

Uncertain obligations in terms of type, amount and utilisation in connection with the discontinued PWK division

As of June 30, 2023, the elumeo Group recognized long-term provisions of EUR 130 thousand for the risk of future payments from group companies of the elumeo Group to PWK or third parties.

For further information, please refer to the sections [A.: Discontinued operations of the elumeo Group] and [F. Significant judgments, estimates and assumptions] of the notes to the 2022 consolidated financial statements.

(23) Tax liabilities

Due to positive taxable income and the effect of the minimum taxation, elumeo SE and Juwelo Deutschland GmbH have tax liabilities of EUR 288 thousand (31.12.2022: EUR 318 thousand), which have been recognized for the year 2021

(24) Other liabilities

(24)
Other liabilities
The other liabilities as of the respective reporting date are as follows:
30.06.2023 31.12.2022 Abw
EUR thousand % of balance sheet total in %
Liabilities from value added tax 604 2.6% 1,442 6.3% -58.1%
Liabilities to employees 169 0.7% 192 0.8% -11.9%
Income tax and church tax 71 0.3% 420 1.8% -83.1%
Social security liabilities 0 0.0% 226 1.0% -99.9%
Liabilities from audit fees 102 0.4% 164 0.7% -37.8%
Other accrued liabilities 95 0.4% 26 0.1% 260.0%
Current other non-financial liabilities 1,041 4.5% 2,470 10.9% -57.9%
Other accrued liabilities 25 0.1% 25 0.1% 0.0%
Non-current other non-financial liabilities 25 0.1% 25 0.1% 0.0%
Other non-financial liabilities 1,066 4.6% 2,495 11.0% -57.3%

(25) Additional Information on the Consolidated Statement of Cash Flows

General Information

The consolidated statement of cash flows has been prepared in accordance with IAS 7 Statement of Cash Flows and shows the change in the elumeo Group's cash and cash equivalents over the course of the reporting period due to cash inflows and outflows.

In accordance with IAS 7, cash flows are reported separately according to origin and use from operating activities and from investing and financing activities. Cash inflows and outflows from operating activities are derived indirectly on the basis of earnings before taxes (EBT). The cash inflows and outflows from investing and financing activities are determined directly. Cash and cash equivalents comprise balances with credit institutions.

Cash flow from operating activities totaled EUR -327 thousand in H1 2023 (H1 2022: EUR -1,580 thousand).

Cash flow from investing activities amounted to EUR +47 thousand in H1 2023 (H1 2022: EUR 23 thousand).

Cash flow from financing activities consists of other financial liabilities (mainly lease liabilities) and the disbursement from a credit line.

cash. The cash and cash equivalents as of June 30, 2023 are derived from the assets of freely available
Changes in liabilities arising from financing activities
Carrying
amount
01.01.2023
Cash
flow
from
financ
ing
activities
Carrying
amount
30.06.2023
EUR thousand
Liabilities arising from
Deliveries and services
Debt
4,944
0
2,471
247
7,415
247
Current other
Financial liabilities
Non-current operating
711 -88 623
Leasing liabilities
Total liabilities from
financing activities
1,757
7,412
-183
2,446
1,534
9,818

Exchange rate changes (other comprehensive income) includes the currency translation differences resulting from the translation of financial statements prepared in foreign currency. The changes in liabilities from financing activities do not include amounts from changes in exchange rates recognized in the consolidated income statement.

(26) Additional information on financial instruments

Disclosure of the fair values of financial instruments in accordance with IFRS 9

All financial assets and financial liabilities are classified in the "amortized cost" category. The carrying amounts recognised correspond to the fair values.

Assessment hierarchy according to IFRS 13

With regard to the determination of the fair values of the financial instruments of the elumeo Group, which are not measured at fair value in the consolidated balance sheet, but whose fair value is disclosed in the notes, there were no reclassifications between the valuation hierarchies in accordance with IFRS 13 in H1 2023.

(27) Information on related party relationships

The elumeo Group identifies the group of related parties in accordance with IAS 24 Disclosures on related party relationships. For further information on the identified group of significant related parties, please refer to the notes to the 2022 consolidated financial statements.

In H1 2023, the following significant related party transactions were made:

  • The elumeo Group reports expenses of EUR 55 thousand (H1 2022: EUR 55 thousand) for TV broadcasting services from Spreekanal Berlin GmbH, Berlin, Germany ("Spreekanal GmbH") under selling expenses. 100.0% of the shares in Spreekanal GmbH will be held by UV Interactive Services GmbH, Berlin, Germany ("UVIS"). In turn, 100.0% of the shares of UVIS are held by Mr. Wolfgang Boyé.
    • Income of EUR 5 thousand was also generated from the provision of supporting broadcast processing services for Spreekanal GmbH (H1 2022: EUR 5 thousand).
    • As of June 30, 2023, the elumeo Group reported liabilities to Spreekanal GmbH of EUR 6 thousand (December 31, 2022: receivables EUR 10 thousand).
  • As of June 30, 2023, the total number of outstanding option rights of the Managing Directors amounts to 102,500 option rights (December 31, 2022: 102,500 option rights).

Board of Directors and Managing Directors

Compared to December 31, 2022, there were the following changes in the Board of Directors or in the Managing Directors who are not also members of the Board of Directors compared to the publication of the consolidated interim financial statements:

  • On June 23, 2023, Dr. Susanne Ries and Christian Senitz were elected as members of the Board of Directors at the Annual General Meeting in Berlin.
  • The previous non-executive directors Dr. Frank Broer, Claudia Erning and Gregor Faßbender resigned from their positions with effect from the Annual General Meeting on

June 23, 2023. Deepa Gautam-Nigge will resign from her position with effect from the end of the year.

Notifiable securities transactions pursuant to Article 19 MAR

The members of the Board of Directors as well as managing directors who are not also members of the Board of Directors, as well as persons related to them in accordance with Article 19 MAR, are obliged to notify the German Federal Financial Supervisory Authority and elumeo SE of transactions in shares of elumeo SE (so-called managers' transactions). elumeo SE is obliged to publish these transactions immediately after notification.

For information on Managers' Transactions, please refer to the publications on the Company's website under http://www.elumeo.com/investor-relations/aktuelle-mitteilungen/directorsdealings.

(28) Other financial obligations

The elumeo Group has payment obligations arising from non-terminable contractual agreements on the distribution and broadcasting of its television programmes and the management of programme slots. As of June 30, 2023, the contracts have remaining terms of less than one year to just over 3.80 years (previous year: less than one year to just over 4.50 years). In some cases, they include renewal options, termination rights and price adjustment clauses.

Other financial obligations did not change significantly compared to December 31, 2022, taking into account the extrapolation (i.e. pro rata temporis reduction) of contractual obligations to the reporting date. No new contractual arrangements were entered into in H1 2023 that have a material impact on other financial obligations.

(29) Events after the balance sheet date

elumeo SE will continue to implement a tax-free employee participation program in 2024. The programme has been designed on the basis of Section 3 (39) of the Income Tax Act in conjunction with Section 1.1.3 (9) of the Federal Ministry of Finance's Application Decree of 16 November 2021 and will therefore be carried out without a capital increase. elumeo SE will commission a financial intermediary with the resolution by the end of the 3rd quarter of 2023.

Declaration pursuant to Section 37v (2) No. 3 of the German Securities Trading Act (WpHG)

"To the best of our knowledge, we affirm that, in accordance with the applicable accounting principles for interim reporting, the consolidated interim financial statements give a true and fair view of the assets, liabilities, financial position and results of operations of the elumeo Group, taking into account the principles of proper accounting, and that the interim group management report presents the course of business, including the operating result, and the position of the elumeo Group in such a way that a a true and fair view is conveyed, as well as the main opportunities and risks of the expected development of the elumeo Group in the remainder of the financial year are described."

Berlin, 11 August 2023

elumeo SE

The Managing Directors

Florian Spatz Boris Kirn Dr. Riad Nourallah

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